The Omnitrix Hero

by Banshee531


Season 2, Episode 14: The Invasion of Canterlot

Fall had come to Canterlot and at CHS, that meant one of the biggest events of the year was coming up. The Fall Formal.

In the hall, the Rainbooms were busy getting the place ready for the big night. Twilight was busy working on the electrics, whilst Applejack was doing the heavy lifting and Rainbow was running around getting everything where it was supposed to be. Rarity was making a platform for Sunset and Fluttershy, who were standing on it to tie balloons to the ceiling.

Meanwhile, Pinkie was busy going over everything on her checklist.

"Check, check, checkity check!" She cheered, seeing everything was going to plan. "This is gonna be the best Fall Formal EVER!" The others smiled at her excitement, knowing how she could be with these kinds of events.

"It sure will be," Applejack nodded. "A'h just hope the end of the night isn't as exciting as last year's events." They all knew what they were talking about, each of them giving Sunset a glance as the girl sighed. It might have been a year, but that event still stung.

"It's almost hard to believe so many strange things have happened since that night," Rarity stated as she lowered the others down. "I thought it was strange when we just had magic to deal with. But now we also have aliens a part of our lives. My word, I never thought my life would be this unusual."

"It might be unusual," Twilight smiled. "But I wouldn't trade it for the world. If I hadn't been interested in the magic, I never would have become friends with you guys. I never would have transferred here and gained so many more friends. And I never would have met Timber."

"That's true," Fluttershy smiled. "Speaking of. Is Timber coming to the Fall Formal?"

Twilight sighed, "he wanted to. But he couldn't get away from Camp Everfree."

"How much work could he have at a Summer Camp, that he couldn't get away for one night?" Rainbow asked, the others wondering the same thing as Twilight screwed in another light bulb.

"Camp Everfree's expanding its business to keep up with things. Even though it's fall, there are still lots of stuff they can do there. So they're having new campers that are younger and have more free time." The others nodded, as Twilight used her magic to lift a bunch of lights into the air and start wrapping them around the ceiling fixtures.

"Well it's too bad you can't go with Timber," Sunset stated. "Guess that just means the seven of us will have to have a good time on our own."

"Eight," Pinkie smiled. "Don't forget Trixie's gonna be riding with us to the dance."

"That reminds me," Rarity hummed. "I still need to do that size alteration on Trixie's dress. All that fighting and superheroing she's been doing has caused her to lose a few pounds and gain an ab stomach. I'll need to cushion the belly area so she doesn't show off a six pack."

"Where is Trixie, anyway?" Applejack asked. "Would have thought she'd be here helpin out."

"Out on patrol with Flash," Sunset explained. "She needs to be ready to act if she manages to come across another Medallion wielder. Devious could be ready to strike at any moment."


In another part of the city, Trixie was using her Sky Butterfly form to soar above the city.

Firefly was currently next to her, the pair being on the lookout for anything they might need to step in and deal with. All the while, Trixie was rolling her eyes at the alien's constant indecision. "I just don't know if it's a good idea."

"Then don't invite her," Trixie told him as the insect sighed.

"But I really wanna take Adagio to the Fall Formal. It seems like the kind of night she would enjoy."

"Then invite her."

"But what's everyone else gonna think when they see her? I wouldn't wanna step on any toes." Trixie groaned, having had this same repeating argument six times in the last few minutes. "What I wouldn't give for an alien that could see into the future. Then I'd be able to know exactly how the night would play out."

"I don't know what to tell you," Trixie sighed. "The future's never gonna turn out how you think it will. I mean, look at us. Did you ever think this would be how we ended up spending our days after school?"

"Definitely not," Firefly nodded.

"Exactly. Nobody knows what's gonna happen next. The best you can do is pick what you think will have the best outcome and see what that does." Firefly still didn't look like he was convinced. But then Trixie had a thought, "why not just talk to Adagio. Ask her what she wants to do. She might not even want to go to the Fall Formal."

"Huh," he nodded, "I guess that could work." As he said that, sirens caught his attention and made them look down to see a car being chased by police cruisers. The pair shared a look and nodded, then dived down towards the street. If only their civilian lives could seem as easy as they made their hero work look.


Up in space, Vilgax's ship was flying through the cosmos.

It had just passed Mars and as it did, the robot currently flying the patched up ship turned towards its master. "At current speed, we should arrive at the planet in three and a half days." The one he was talking to swiveled in his chair.

Vilgax did not look happy, wanting to be at the planet now instead of having to wait three and a half days. "Is there no way to repair the warp drive?"

"Unfortunately, the patch up we did to the drive was unable to withstand the warp jump we attempted. Had we not cut power to it when we reached the outskirts of this system, the entire ship would have made it to earth but would have been in three point eight million pieces. The damage done to the drive, also fried the warp crystals. So even if we could repair the drive, we have nothing left to power it."

Vilgax growled. "I told you to disable to plumber ship, not destroy it. If you had, we would have had the crystals and parts and be there by now." The robot said nothing and turned back to the computer, as Vilgax looked out at the viewing screen. "This time. This time I won't be stopped. Vengeance...and the Omnitrix, will be mine."


Back on earth, Flash had gone out to search for Adagio as soon as he and Trixie finished their hero work.

He drove up to Adagio's apartment, pulling up right outside the building and running up to the doorway. He looked over the buttons and found with his Adagio's name on it, pressing it and making a buzzing sound. A few moments later, Sonata answered.

"Who is it?"

"It's Flash. Is Adagio there?"

"Give me a sec." A few moments passed and a new voice replaced the first.

"Hey rocker boy. What are you doing here?"

"I need to talk to you about something," he explained. "Can you come down? Or would you rather I come up?" He waited as she seemed to be making a decision.

"I'll be down in a minute." Flash nodded and stepped away from the door, noticing a bench besides the building and moving over to sit upon it. After a minute or so, the door opened and Adagio walked out in sweats and a hoodie. "Hey," she sat down besides him, "so what's the sitch?"

"There's something I wanted to ask you," Flash replied. "My schools having this big dance in a few days and I wanted to ask you there. But...well..."

"You don't want everyone at your school to know you're dating the psycho that took control of them." Flash blushed as Adagio sighed.

"Look, I'm not saying I'm ashamed of you. But if we go together, everyone's gonna spend the whole night giving you the stink eye or asking me if you've brainwashed me...again." Adagio chuckled, "but Trixie told me I shouldn't be the one to decide this. If you don't want to go, then I won't force you. Maybe we could do something else that night."

"Nah," Adagio smirked, "I'd rather go see what your school's version of a party looks like." Flash hadn't been expecting that. "Who cares what other people think. If you wanna take me, I'm happy to go with you." She then stood up and walked away.

"Hey, where are you going?"

"To go talk to your fashionista friend. I'm gonna need to look my best if I want to make every guy at your school jealous of you." With that, she was gone and Flash could only blink before laughing. He could hardly believe he had been so worried about asking her. It seemed much less terrifying now.

He got up and started walking down the street. As he did, he got a phone call from his mother. "Hey mom. What's up?"

"I just got your tux back from the cleaners" She replied. "Are you sure you don't want another one. Showing up in the same clothing as last year might seem a little..."

"It's fine mom," Flash assured her. "I mean, I probably won't be the only one that'll be wearing the same suit as last year. Besides, everyone will probably be too focused on Adagio to notice."

"So she is coming. I hope this means your father and I will finally get to meet her." Flash gulped at this, unsure how Adagio would feel about meeting his parents. "Don't even think about making an excuse. I want to meet this girl before you take her to the Fall Formal. Bring her around before you have to go. Maybe she can get changed in my room whilst she and I get to know each other." Flash groaned as his mother hung up, Flash's previous fears about the night returning in full force.


Several days later, the warship had finally gotten close enough to the earth that its external cameras could see the planet.

Inside, Vilgax chuckled at the sight. "Finally." As he said that, one of the robots stepped into the room. They were carrying something on a flat tray. A strange looking gun that had a domed flashlight on the end. "What is it?"

"We have completed repairs to the device," the machine explained. "As we assumed, the device is a dimensional warp portal projector."

Vilgax growled, "a Null Void Projector. I had thought the plumbers had stopped using this device." He picked it up, "their mistake. With this, I will make Sentry suffer once I have the Omnitrix." He then looked back at the planet. "The creator was a fool not to give it to me. He'll soon find that keeping it from me has only greatened my anger. Once I have it in my possession, I will use it to destroy everything he cares about."


The night of the Fall Formal had finally arrived.

Currently, Flash was in his living room with his dad. He was already dressed up and looking rather nervous, as he thought about what Adagio and his mother were doing up in his room.

Adagio had been excited to finally meet Flash's parents, having been eager to do so ever since Flash had properly met her sisters. When Flash had introduced her to them, Adagio had been surprisingly cortual. Misty smiled at her and took them up to her room, whilst Flash had quickly changed into the cloths he had worn the previous year.

Now he was waiting with his dad, as the man prepared the TV for the movie he and Misty were going to watch. Trail looked over at Flash and smirked, "somebody's obviously a little worried."

"Well, yeah. I like her and I don't want her to accidently say something that'll make you hate her."

"Why do you think she would do that?"

"She...has a way of rubbing people the wrong way the first time they met her. I didn't even like her the first time we met." Trail looked curious at this, but at that moment Misty stepped down the stairs. Flash quickly stood up and moved over to her, wondering what her first reaction was gonna be.

He got his answer when she smiled at him, "she is such a lovely girl." Flash was surprised to hear this. "I don't see why you held off on introducing her to us until now." Flash couldn't answer, the only thing he was able to do being to give a vocal ahhhh. "She's just touching herself up. She should be down in a moment." They heard a cough and looked up, Flash's eyes going wide.


At CHS, the party was in full swing. Many cars were parked outside and letting out the people who would be attending the night's festivities.

Some guys were arriving stag, whilst others had managed to get a date for the big event.

Much like the previous year, the Rainbooms arrived by a limo. It pulled up to the school and the seven girls stepped out the vehicle, each one dressed up thanks to Rarity. Trixie was also there, dressed up as well and ready for a night of fun. They all headed inside and as they did, most of them smirked as the male members of the student body were looking over them and clearly liking what they saw.

They made their way over to the punch bowl, each getting a drink as they listened to the music being played by Vinyl.

"Pinkie," Sunset smirked, "this place looks great."

"Thanks," the party girl smirked. "Having magic to decorate is way easier then not having it." The others nodded, getting what she was going at. As they did this, Ringo and Brawly stepped up to the punch table. "Hey guys," Pinkie waved as they nodded. The Rainbooms hadn't seen much of Flash's old bandmates after their split up.

"Still can't find anyone to replace Flash?" Rainbow asked. The two had been looking for someone who could both sing and play the guitar, which they both lacked the skill for, but so far nothing had come up.

"Yeah," Ringo nodded. "Things haven't been going well. Flash wrote most of our songs, so we can't use any of them. We'll be starting from scratch unless he comes back."

"You two kicked him out," Applejack pointed out.

"He didn't leave us much of a choice," Brawly stated. "Since he kept missing important events without telling us why. Would you girls let each other get away with that?" The girls didn't answer, since they knew why Flash couldn't tell them. But they also knew the two had a point. A band was nothing without trust.

"See," Ringo nodded. "So unless he tells us why he kept missing our practises and gigs, we can't accept him back." In that moment, they all heard the people around them gasp and looked around. Everyone was looking towards the entrance, so they all did the same. And when they did, they saw something that made Ringo and Brawly almost drop their drinks. "What the heck!?"

Flash smirked as he walked into the room, with someone hanging from his arm. Adagio.

The girl was dressed in a sparkly purple dress, which went down to just below her knees and had matching heels. She was also wearing a replica of her old gem necklace, the girl smiling her devilish smile as the pair stepped further into the room.

"What the heck is he doing?" Brawly cried, "why is he with her?"

"Oh," Rarity smirked, "they stated dating a little while back." The two looked at the girls in horror.

"You knew about this?" Ringo asked. "And you did nothing?"

"I know it's hard to believe," Sunset told them. "We were doubtful of her to. But she...I wouldn't say changed. She's not a threat, so you don't have to worry about her."

The pair gave her a suspicious look, then looked back at Flash as he and Adagio walked for a few moments before Flash stepped away from her. He made his way towards them, smiling when he saw the Rainbooms. Then he saw his old band mates and frowned, clearly feeling awkward as he got closer.

"Hey," he told them, "how's it been?"

"Seriously?" Ringo asked, "what are you doing with her? She brainwashed us. She knocked us out of the battle of the bands. What's wrong with you?"

Flash sighed, as he poured a pair of drinks. "Look, who I date is none of your business. Adagio isn't as bad as you think she is. Can you just...drop it."

"What happened to you?" Brawly asked. "You've been acting weird even before you left the band." Flash frowned, fighting the urge to tell them he didn't leave. "What is wrong with you?"

"We deserve to know," Ringo stated. "First you start skipping out on us, then you start disappearing whenever something strange is happening. And now we find our you're dating a psycho pony monster from another world. How can you have time to date her, when you couldn't even make it to band practise. What, is she more important then us?"

"Guys," Flash sighed. "I want to tell you what's been going on. But I can't. Can we please just leave it at that, enjoy this night and not cause any kind of a scene." Ringo and Brawly stared at him, clearly not buying it.

"I call brainwashed," Brawly stated. "He's been bewitched."

"She must have gotten her powers back," Ringo agreed.

"No, I haven't." The pair spun around and saw Adagio, both leaping back in surprise and fear. "I can assure you, you're friend is completely in his right mind. I just happen to find him fun, so I'm sticking around him. Now if you're done bullying him, I would like to get back to this dance."

Flash handed her a drink that Adagio happily took, smiling at him as she sipped it. She then heard a song and gulped the rest down before grabbing Flash, pulling him over to the dance floor. Everyone watched in shock, as the pair started dancing together.

Trixie and the Rainbooms also stepped out and started dancing, making many of the students believe that they didn't have to worry about Adagio. Ringo and Brawly continued to watch, clearly not happy about all this insanity that was going on. Something was up with their former lead singer and they were going to get to the bottom of it.


In the middle of the city, people was enjoying their night.

Some were driving around, others were eating at restaurants and some were just taking a nice walk and enjoying the crisp night air. But then, something appeared in the sky that caused their amazing night to come to an end.

Vilgax's ship blocked out the light of the moon, as it floated just above the largest building.

In that moment, the side opened as something shot out of it. That something was a bunch of rockets, which slammed into the ground and quickly opened up to reveal the giant mantis robots that had attacked some months ago.

The mechs started firing their lasers at the buildings, causing people to scream and run for their lives. The machines were following a simple order. Cause as much destruction as you can, drawing out the one their master was after. And it was working.


Back at the dance, the party was in full swing.

Most of the students had forgotten Adagio was even there, too wrapped up in how much fun they were having at the moment. And as the song they were all dancing to came to an end, Celestia stepped up on stage as Luna walked over carrying a large box.

"Okay everyone," the principal smiled at the large group. "It's time to announce this year's Fall Formal Princess." Everyone was wondering who it could be, many looking to Sunset expecting her to be the winner. Celestia opened the envelope and took out the results, looking at the name with a smile. "And the winner is-" She didn't get to finish.

In that moment, the entire room shook as a loud explosion filled the air and created a shockwave.

Flash, Trixie, Adagio and the Rainbooms all quickly pushed their way through the very scared crowd, the lot of them heading for the exit. They made their way through the halls and eventually reached the outside, leaping through the doors of the school the same way Princess Twilight had led them out to stop Sunset a year ago. And when they did, what they saw shocked them.

A massive explosion, located two or three streets away. The massive smoke cloud flew up from behind the buildings, worrying the lot of them since something like that couldn't be made by accident. But what caused that accident is what truly terrified them, as it flew out of the smoke and floated above the town.

"No," Flash whispered, "It can't be."

"Flash?" Adagio gave him a curious look, then turned to the ship that had likely just blown something up. "You know what that is?" Flash didn't answer, to focused on the ship as the others turned to her.

"That's Vilgax's Ship." Adagio's eyes went wide, as she remembered the story Flash had told her about the alien warlord that had almost killed him not long again. "I can't believe he's back," Twilight told the alien hero. "What do we do?"

"We fight him," Flash replied before walking forwards.

"You can't be serious?" Trixie cried, the others agreeing. "He wiped the floor with you last time. It was complete luck you got out of there alive."

"I know," Flash told her. "But what other choice do we have? Nobody else can hope to stand a chance against him. Besides, this won't be like last time." He smirked at her, "I've got Lady Masquerade on my side." Trixie smirked. "And Shining's probably heading there to. Plus, I've got way more aliens that I can use against him." He held up the Omnitrix, as he looked up at the ship. "Vilgax won't know what hit him. I'll take him down without a problem." But as he said that, his phone beeped.

His wasn't the only one. Everyone's phones beeped, the lot of them taking them out to see the screens going dead for a moment. "What's going on?" Fluttershy asked, only for them to all come on at the exact same time. And when they did, they showed a face Flash had hoped he would never have to see again.

"Vilgax," he growled.


Inside the hall, everyone had been wondering what had happened.

Celestia had stated nobody could leave until they were sure it was safe. It was then that their phones all beeped, the teachers and students taking them out and seeing the alien squid on them.

"Greetings, puny insects. I...am Vilgax. And right now, the fate of your world's future is in my hands." This statement worried many of them, as Vilgax continued to speak. "Your planet has been a thorn in my side for centuries. And now, I will make you all bow to my demands. Or else." The image of the Omnitrix appeared on the screens.

"Hey," Derpy raised an eyebrow, "I've seen that somewhere."

"A member of your species has stolen this device from me. And I will have it back, or you will all suffer." More images appeared on the phones, showing the alien heroes that had been protecting the city for months. "These alien heroes that you love so much, aren't even real aliens. But simply the disguises of a single earthling, that has been playing hero for his own amusement. And he has been using my Omnitrix to do it."


Trixie, Adagio and the Rainbooms all gasped, as they realised what Vilgax was planning on doing.

Sure enough, the image changed again. "And the one who has been doing these acts is known...as Flash Sentry." Sure enough, the image showed Flash. And this wasn't just an image. It was a video, of when Flash was captured by Vilgax.

The video showed Shining, Trixie and the Rainbooms, though their backs were all turned to the footage, but it clearly showed Flash's face. Then it showed Flash transforming into XLR8, then Volt-Edge, Vapaw and so on until he escaped the containment device and moved out of footage.


The students of CHS were all completely shocked, unable to believe they had just seen someone they all knew so well suddenly turn into a variety of aliens.

Ringo and Brawl were the most shocked, has they suddenly started putting the pieces together. Flash had been acting strange ever since the aliens first appeared. And now, they knew why. "This can't be real," they heard Octavia state. But many of them knew there was a big chance this very much was real. And they weren't the only ones seeing this.

All over the city, people's phones, laptops and anything else connected to the internet and broadcasting signals were watching as Vilgax revealed the truth to the world.

Sonata and Aria were both in their apartment, watching their TV together as Flash was shown. "Isn't that Adagio's boyfriend?" The blue skinned Dazzling asked, as Aria hummed.

"Now I'm starting to see why she's so interested in the guy."

Misty Vail and Trail Blazer had also been watching TV when they saw this footage, Trail's mouth dropping the popcorn that had been in it when Flash's name was announced. "Flash?" Misty whispered.

"No way," Trial stated.


Flash's friends were horrified by this, whilst the teen himself simply remained silent.

"Flash Sentry, I now send this message straight to you. You will surrender yourself and my Omnitrix to me, or I will level this pathetic city. And if that isn't enough to convince you, then I will level another city. Then another and another and another, until there isn't a single building left standing on this planet. Know this. Any damage caused to this planet from this point on, is your fault." With that, the screens went dead.

Everyone stood in total silence, as they tried to register what had just happened.

Flash's secret was gone. The entire city had likely seen that video and now, everyone knew who Flash was and what he could do. "Flash?" Rainbow asked, "what are you gonna do?"

"I'm gonna take Vilgax down," Flash stated before walking off. "He thinks he can throw me with that threat. He's dead wrong. We all know he'll likely still destroy the city, even if I gave up the Omnitrix. The only way to save Canterlot is to take him down. I'll deal with what happens next once he's gone." He glanced back at them, "you with me?" They all nodded and charged after him, the ten of them ready to do whatever it took to save their planet.


In the midst of the attacked area, Shining Armor raced down the road.

The plumber had suited up the moment he had heard the explosion and was now on his hard-light cycle, having seen Vilgax's message whilst driving to the site. He had tried to cut the footage, but Vilgax's video had ended before he could. And now Flash's secret was out.

"This is bad," he growled as he turned into the street where the ship had been hovering. As he did, several robots could be seen flying through the streets and the giant mantis robots were walking around.

They quickly noticed Shining and the flying ones shot towards him, firing at him. But he quickly drove around the lasers and disabled his bike to roll to a stop, taking out his Multi-Striker as he did so.

He transformed it into a laser rifle and started firing, cutting through the robots without much issue. When they were taken out, Shining turned to the larger robots as they held up their arm lasers. But before they could fire, Shining ran forward and changed his weapon into a sword.

He let out a roar and he leapt up, swinging his sword around and cutting through its arm.

He landed on its knee and leapt up again, cutting right through its chest and causing the whole top to fall to the ground. A second robot then fired at him and he shifted to his energy shield, using it to protect himself as the laser fired. But this locked him in place, preventing him from attacking as some more drones flew towards him.

But before he could think of a way out, the robot suddenly found something cutting its arm right off.

That something was Lindwhirl, the chimera alien having slashed at it with his claws before falling to the ground. He then used his tail as a spring, bouncing off the ground again and curling up to spin right through the robot's chest.

As the machine fell to the ground, Shining regained his bearings as the drones flew in for an attack. But before they could fire, one found itself getting stabbed by a rapier. "Gotcha!" Trixie cheered, cutting right through its cameras she pulled back and flew to a safe distance, as purple energy swirled around the other drone and threw it into the blind one.

Shining looked around and saw Adagio running up to him with the Rainbooms, the lot of them having changed into more battle ready clothing. "Shining!" Twilight cried, "you okay?"

"I'm fine," Shining assured her. Lindwhirl had just taken down another giant robot and rolled back to them, sliding to a stop right in front of Shining. "I saw what Vilgax did. I'm sorry." Lindwhirl nodded, a frown on his face. "I think the cat's out of the bag."

"I know. But I'll deal with the city knowing my secret later."

"Flash, it's not just the city. That footage went out to the entire world." This caused Flash's eyes to go wide, the others just as shocked. But they didn't have time to worry about it, as more robots appeared and started firing at them. Rarity put up a shield, as Lindwhril rolled towards them.

The rest of the Rainbooms charged forward, as Shining turned to Sunset, Fluttershy and Adagio.

"Catch." He hit a button on the side of his belt and his badge unleashed a trio of lights that flew towards them. They each caught the light and found they transformed into identical blasters. "New upgrade the Plumbers sent me when they picked up Hectrix. They're not as strong as mine, but they should be able to take these things down." They nodded and the four rushed in to help the others, the girls firing their blasters and finding they still possessed a serious kick.

At the same time, Lindwhirl rolled forward and took out the robot's feet. Rainbow used her super speed to run around the robots and lift them off the ground with a tornado, whilst Applejack grabbed them and ripped their legs out.

Pinkie threw some sprinkles at the drones, whilst Twilight used her magic to turn their weapons on each other. Rarity focused on defence, protecting anyone who didn't notice a blast was about to take them out. At the same time, Trixie continued to fly around and cut through the robots.


Up in his ship, Vilgax watched as the robots continued to fight against the humans.

"Fools," he growled, "they fight knowing it is hopeless." But as he focused on Flash, he realised the alien hero was using a form he had no used during their last confrontation. "So, the child has gained more access to the Omnitrix's secrets." This actually worried him.

Whilst he knew he was powerful, he was not so arrogant that he thought he was unstoppable. Even with his enhancements, you could think of a dozen alien species that could beat him.

"If this boy has gained one of those aliens, I will not be able to stop him. I must wear him down and finish him before he can become one of those creatures." He started typing on his computer. "But before then, let's show this world why it's truly futile to resist me."


All over the city, the people of Canterlot continued to think about the message they had seen.

Many believed it couldn't be real, whilst others were wondering what other secrets were being kept from them. And before they could think about what was gonna happen next, their phones, laptops and TVs all began to beep again.

This time, when they checked them, they were surprised to see footage of a battle happening in the city. Those that knew about magic were surprised to see the Rainbooms, then saw the Plumber and Lady Masquerade fighting against a bunch of robots. But what they mostly focused on, was the alien that was ripping through the machines. An alien that, if the last message was to be believed, was actually a human being.

"Flash," Misty whispered as she stared as the screen. She and her husband had rushed out to find their son when he didn't answer their calls. They were currently in their car, hoping he wasn't actually in the middle of this fight.


Lindwhirl shot through another robot's leg, causing it to fall to the ground.

A laser then shot down and tried to blast him, but he catapulted himself into the air before he reached the spot it would have hit. The explosion propelled him forwards and he slashed his claws through the neck of the machine, decapitating it as he landed behind it.

But despite destroying yet another machine, another appeared from between the buildings. "Ahh," he groaned, "how are there so many of them?"

"Tell me about it!" Shining cried as he blasted another drone out of the sky, only for two more to appear out of the smoke the explosion caused. "How does Vilgax get enough materials for all these things?"

"We just have to keep fighting!" Twilight cried, grabbing another drone before it could blast Trixie. She turned its guns towards another, blasting it as Trixie thrust her foot into the side and ripped right through it. "Vilgax will run out eventually."

"Maybe," Sunset fired, "but we can't exactly do this forever either." She destroyed one's thrusters, causing it to fall to the ground and allow Lindwhirl to flatten it. But as he did, the Omnitrix began to beep.

"NO!" He cried, leaping into the air and cutting through a trio of drones before being consumed by green light. "WOW!" He screamed as his human body fell towards the ground, Rarity catching him on her crystal. He groaned as Rarity floated him towards the ground, completely unaware that the entire world had just seen him transform from alien to human.

"Catch!" Shining cried as he fired a light towards him, Flash catching it as it morphed into a blaster.

He quickly started shooting as he moved over to Adagio, who looked like she was having a blast. "So, this night as fun as I promised?"

"Better," Adagio laughed as she took down another robot. But still, more were coming. And they weren't the only thing they had to worry about. For as Rainbow and Applejack knocked down another pair of robots, the ship opened up and something leapt out of it.

"What's that?" Pinkie cried, as the humanoid shape fell towards the earth. Shining's visor zoomed in on it and his eyes went wide.

"Oh no. Rarity!" Rainbow used her speed to bring everyone together, right as the thing crashed into the ground and unleashed a shockwave that Rarity barely managed to protect them all from. The wave flew up to the shield and slammed into it, Rarity barely able to keep the dome up.

When the force of the wave weakened, she lowered the shield as Vilgax walked out of the crater he had made. "Sentry."

"Vilgax," Flash growled. He was ready to fight, but Shining put his hand on his shoulder and shook his head. The Plumber, Lady Masquerade, Rainbow, Pinkie and Applejack charged. The Rainbooms transformed into their ponied up forms, whilst Lady Masquerade switched to her Luna Cat form.

She used her illusion power to make the five of them invisible, stopping Vilgax from seeing them. But somehow, Vilgax was able to avoid Shining's blast and Pinkie's explosion before reaching out and grabbing the pair. They lifted them both up, Shining by the helmeted head and Pinkie by the waist. He then threw the still invisible Pinkie at something and both her and Applejack's cries filled the air.

Shining used this chance to point his blaster at Vilgax's face, but the alien simply tilted his head and the laser blast missed. The alien then swung an leg around and Rainbow's cries of pain exploded out of that spot, Vilgax then leaping back as the sound of Trixie's staff hitting the ground could be heard.

This was when Vilgax smashed Shining into the ground before leaping forward and punching the air, Trixie screaming as she suddenly appeared on the other end of his fist. The others also became visible, as Trixie was sent flying until Twilight caught her in her magic.

Pinkie and Applejack were starting to recover. But before they could get up, Vilgax punched the ground and a giant rock was sent flying at them. Pinkie barely had enough time to throw a single sprinkle to destroy it, but that only made the rock smaller and Applejack had to back hand it away.

The winded Rainbow pushed herself to her feet, Shining doing the same as he readied his weapon. But before he could fire, Vilgax swung both his arms around with enough force to create a burst of wind. One that was so strong, the four of them were all sent flying backwards.

Shining and Rainbow crashed into the side of a building, whilst Pinkie and Applejack crashed into the ground in front of the others. "Guys!" Flash cried, rushing to their side.

"You did this." Flash looked up at Vilgax, who was making his way towards him. "I gave you the chance to surrender. But you would rather fight. So much for the noble hero."

"Don't think you're the good guy here," Flash growled. "We both know me surrendering wouldn't have stopped you from turning Canterlot into a crater."

"Maybe," Vilgax cried as Twilight and Rarity ran forward. Twilight tried to grab Vilgax and paralyse him, but the alien was able to fight through her grip. Rarity threw her gems, but they shattered off his body without leaving a scratch. Vilgax simply inflated his arms, then broke through Twilight hold and smashed the ground.

This sent out another shockwave, causing both girls to be sent flying backwards. "NO!" Flash cried, seeing the pair being blown backwards. Sunset, Fluttershy and Adagio rushed over to them, as Flash saw he was the last one standing.

"Now," Vilgax charged, "GIVE ME THE OMNITRIX!" Flash held his ground and fired his blaster, but the lasers did nothing. And just when it seemed he was dead meat, the Omnitrix timed in.

Everyone watched as a green light filled the air, Vilgax staggering through this light only to feel nothing between his claws. When the light faded, her found that his target was nowhere in sight.

"Where are you?" He growled, "show yourself." The others looked just as worried, along with all those watching. What had happened to Flash?

They got their answer when the shadows at Vilgax's feet began to shift and shake. And before the alien warlord noticed, something shot out of it. Kagenobi. "Surprise!" He cried, a shadow katanna in hand. And as Vilgax spun towards him, Kagenobi slashed at him.

"Augh!" Vilgax roared, staggering back as Kagenobi fell to the ground and melted back into the darkness. Vilgax looked around, seeing the shadow moving away from him. "There you are!" He punched the ground and caused the earth around him to shatter. The destruction chased after Kagenobi, who leapt out of the ground seconds before it cracked apart.

He landed on the ground and slid backwards, placing his hand inside the darkness of the night he did so. Pulling out several shurikens, he tossed them in Vilgax's direction. But without the element of surprise, Vilgax wasn't such an easy target.

He slashed the shadow weapons away and as he did, sirens filled the air.

Police cruisers swerved around the corner, along with SWAT vans and whatever else the CCPD could get going fast enough. They shot towards the battlefield, as others showed up as well. Civilians and other people had also arrived, watching from as close as they dared go in a hopes of seeing the fight take place.

Misty and Trail were amongst these people, both staring at the ninja alien looking worried. "Flash!" Misty screamed, catching the hero's attention.

This distraction allowed Vilgax to charge forward and attempt to grab him, but Kagenobi managed to leap up and avoid the attack before exploding into a shadowy mist that quickly merged with the ground. It flew around in a random way, not giving Vilgax a chance to catch on to where he was going before shifting directions.

Eventually, he shot out and slashed at Vilgax. The alien warlord managed to block this attack with his arms, Kagenobi melting back into the ground and trying again. But it simply got the same result with Vilgax blocking, the ninja jumping into the ground.

"Annoying bug!" He growled and before Kagenobi could attack, Vilgax leapt over and slammed his fist into the ground. And to everyone's shock, his claw had hit the moving shadow before it could escape. His claws had melted into the ground for a moment before he pulled back, Kagenobi being shocked that he felt himself being pulled out of the darkness.

"No way." Vilgax pulled him up and Kagenobi's body was forced to reform, Vilgax growling at him. He then slammed him into the ground, making him cry out as he was lifted up and slammed down again. Then again and again and again. After the fifth smash, he spun around and threw Kagenobi across the street.

Everyone watched as the alien rolled through the air until he crashed into the side of a building, causing him to fall to the ground. His parents gasped, whilst the police had had enough of watching from the sidelines. As such, the lot of them rushed over with their guns.

Vilgax heard the shots and turned towards the police officers, as the bullets bounced off his body without even leaving a scratch. He growled at the annoyances, as he turned towards his ship. "Remove these flies from my sight!" Whoever was onboard clearly heard him, as moments later a bunch of drones flew out of the ship and started blasting them.

The people screamed as they ran away, whilst Kagenobi picked himself up and looked around to see everyone in peril.

This included his parents and the hero's instincts kicked in, causing him to leap off the ground and morph into a shadow. First, he flew over to his friends and grabbed them each in his shadows before flying over to his parents. The two screamed as a laser was about to hit them, but Kagenobi swallowed them up before it could and he escaped down an alleyway.

Vilgax growled seeing his prey escape. "You can't hide forever!"


When Kagenobi was sure they were safe, for now, he spat everyone out before they could suffocate.

Misty and Trail cried out, as they along with Flash's friends fell to the ground and the alien ninja materialised. As he did, the Omnitrix started beeping. His parents watched in shock, as the alien transformed back into their son. Until this moment, they had hoped this whole situation had been some kind of misunderstanding. But now, seeing Flash standing there and staggering over to a wall, they knew it was true.

"You really are those alien heroes," Misty whispered.

"Yeah," Flash nodded, "I'm sorry I didn't tell you. But I doubted you would have taken it well if I had." The pair stared at them, a million questions going through their minds. But before they could even ask one, Vilgax roared.

"SENTRY!" They all hid against the wall, as his voice echoed through the alleyway as he stepped passed it. "I know you're still here. Come out and face me you coward." Flash tried to weigh his options, seeing his friends were all still in pretty bad shape.

He turned to the still unconscious Shining and picked up his blaster, glad it remained in tacts even with him down. His parents saw this and watched him head towards the alley, "you can't!" Misty grabbed his arm, "he'll kill you."

"I don't have a choice," Flash stated. "He wants me and he's not gonna stop until he gets what he wants."

"Then give it to him," Trail cried out. "If he wants this Omnitrix thing, then just give it to him and he'll leave." But Flash shook his head.

"He won't. He's been shamed too many times by this planet. The only way earth's coming out of this is if I can beat him. And to do that, I gotta keep him from destroying the place long enough for the others to recover and the Omnitrix to recharge." He pulled his arm free and ran through the alleyway.

"Flash!" Misty cried, as the others started coming around.

Flash jumped out the other alley and started firing at Vilgax, getting his attention as the lasers bounced off his skin. He spun around and growled, Flash quickly leaping out of the way expecting him to punch the ground. Vilgax laughed, "you really think that tiny peashooter can harm me?"

"No," Flash stood tall, "but it can annoy you and stop you from concentrating. And if that's all I can do right now, then so be it."

"You need to realise something," Vilgax growled as Flash's parents reached the alleyway. "You can't defeat me. You might be able to use the Omnitrix effectively, but you've barely scratched the surface of what it can do. At the level of skill you have now, you cannot hope to overpower me." As he said that, he took out the strange flashlight gun.

"What is that?"

"A little something I got off of some plumbers I destroyed before coming here. And with it, you will surrender." He pulled the trigger and the flashlight end lit up. It then unleashed a bright laser, which flew passed Flash before spreading into a ring.

Flash saw this and his eyes went wide, seeing some kind of portal that began to spin around. And as it did, a powerful suction formed and grabbed the teen. The force of the wind caused him to stagger towards it, but he quickly stopped and tried to grab onto the ground to braced himself. "What are you doing?"

"Giving you an ultimatum," Vilgax announced. "Either surrender the Omnitrix, or spend the rest of your life trapped in the worst place you can possibly imagine." Flash tried to move out of the pull of the portal, but it was like hitting a wall of wind as he tried. The only direction he could move away from the portal was towards Vilgax, who was waiting to take the Omnitrix away.

Flash had zero clue what he was supposed to do to get out of this, as the Omnitrix was still timed out.

The others finally arrived and saw Flash was in trouble, the lot of them gasping. "Hang on!" Shining cried, running out along with Trixie, Applejack and Twilight. But as they did, some of Vilgax's drones flew into the area and started firing at them. They all cried out, as the ground around them exploded.

Flash gasped and doubled his efforts to try and escape, but the pull was still too strong. Then it happened.

Twilight grabbed one of the droids in her magic pushed it back, the machine hitting another one and making it fire a laser. This laser shot down and hit the spot right in front of Flash, causing the ground to explode and knock him into the air. "FLASH!" They all screamed, as Vilgax's eyes went wide in horror.

With nothing to hold onto, Flash had no way to fight against the force of the portal. As such, he was pulled towards it.

The teen could only give his friends the quickest of glances. He looked over the scared faces of the Rainbooms, of Trixie and Shining. Of Adagio, who looked more terrified then when she had lost her magic. And then, his parents. Both of them screamed his name, Flash's heart breaking at the sight of them in such a state.

"Sorry guys," he whispered before hitting the portal. "Keep Canterlot safe." With that, he fell into the light and was completely consumed. Moments later, the portal vanished

"FLASH!" They all screamed, fearing the worst as Vilgax growled.

"Pathetic human. Couldn't even fall for a bluff correctly." He then saw something flying at him and swung his arm around, destroying the rock Twilight had thrown at him. "You dare attack me?"

"Bring him back," Twilight stated.

"With pleasure. And instead, I'll stick you in that portal. I'm sure he'll be more agreeable if his friends and loved ones are trapped in that hellhole." But when he held up the device, he found the end of it was broken. "What?" He looked at it and saw a piece of rock that had smashed the lense, likely from the drone's blast.

The device sparked and exploded, Vilgax dropping it as it fell to the ground and smashed apart. Everyone gasped. Without that device, they couldn't get Flash back.

"No," Misty looked close to tears. The others looked angry, but Shining kept his cool. He knew they couldn't beat Vilgax, especially with the robots that were around him. They only had one choice.

"Trixie," Lady Masquerade turned to him, "we need cover." The girl nodded and slammed her staff into the ground, causing a massive cloud of smoke to appear around Vilgax and the robots.

Vilgax swung his arms around to try and remove the smoke, but when it didn't happen he realised the smoke wasn't real. As such, he ran out of the smoke and looked around. The humans were all gone, having escaped whilst he was distracted. This only irritated him more. "Sentry. I will find you. But before I do, I am going to make this city pay for your actions. You will die, knowing your home was destroyed due to you're actions."


Flash's brain was spinning, as he felt himself coming around.

That portal had done a serious number on him and even as he recovered, he felt like he had just spent three hours on the world's loopiest roller-coaster. He opened his eyes and looked up at the sky, only to see that it wasn't the sky he knew.

Instead, the sky was bright red and full of multiple rocks that were floating above him. He groaned as he picked himself up and looked around, realising he wasn't in Canterlot anymore. He saw that he was on some kind of rocky surface, the teen heading in one direction. But it barely walked a hundred yards before reaching the very edge of it. And that's when he realised he was on another rock.

A bad feeling filled his stomach, as he remembered what Vilgax had said about this place. "What could be so bad about this place?" He got his answer, when a mighty roar filled the air and made him look up to see a bunch of monsters flying towards him.

They were giant white eels, with large back wings and multiple tails. These creatures let out a roar at Flash, he realised he really was in serious trouble. So he quickly got to his feet and ran in the opposite direction that they were flying at him in.

"Not good, not good, NOT GOOD!" He saw the other end of the rock was coming up and he panicked. But the roar of the creatures made him decide to simply take a chance. So he ran as fast as he could and once he reached the edge, he jumped as hard as he could.

He flew through the air, praying he wouldn't fall to his death. But as he did, he realised something wasn't right.

He wasn't falling at all, even after reaching the point he should have fallen. He just kept moving through the air, as if he was being affected by gravity. Then, when he got in close to the other rock, he found himself finally being pulled down. "Wow!" He fell towards the rock and landed, staggering a bit but was able to keep going.

The monsters continued to chase after him and were drawing closer, Flash trying to think of a way to save himself as he kept running. Then, something new happened.

A bright flash of purple made him look up and see some energy, which was swirling into a whirlpool form that span faster and faster. "What now?" He got his answer when he suddenly found himself being grabbed by a powerful suction, which pulled him into the air. "WOW!"

He wasn't the only one being pulled into the vortex, as the eels were caught in the suction as well.

Flash had no idea what to do, but suddenly heard a ding and realised the Omnitrix was recharged. Activating it, he slapped the dial down and transformed into Bushwhacker. He thrust his hand out and his vine arms extended, allowing him to grab the rock and keep him from being sucked inside.

The force of the vortex was too strong. He knew that any minute, his arm would likely break off and he would be sucked in along with the eels.

However, he soon found the force of the vortex was weakening. Slowly, the suction grew weaker and weaker until the whirlpool of purple energy vanished. When it did, Bushwhacker fell towards the rock and crashed into it. Luckily, his head wasn't damage. But he had to spend a while getting the rest of his body back together.

As he did, he looked around and was starting to realise that this place really was dangerous. If he didn't get out of there soon, he was gonna be in serious trouble.


Meanwhile, in a dark area, someone was looking at a computer screen.

That someone stared at the alien texts flying passed it at lightspeed, not having any trouble reading it. They then sighed when something appeared. "So, my Omnitrix has fallen into the Null Void. Then I have no other choice. It's time to collect my creation myself."